


Not Like the Rest

by StackerPentecost



Series: Genderfluid!Billy AU [1]
Category: The Punisher (TV 2017)
Genre: Alternate Universe - Fashion & Models, Anal Fingering, Anal Sex, Blow Jobs, Comfort/Angst, First Dates, First Meetings, Genderfluid Character, Implied/Referenced Child Abuse, Implied/Referenced Suicide, M/M, Rimming, Shameless Smut
Language: English
Status: Completed
Published: 2020-12-23
Updated: 2020-12-23
Packaged: 2021-03-11 00:35:42
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 10,316
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/28256280
Author URL: https://archiveofourown.org/users/StackerPentecost/pseuds/StackerPentecost
Summary: Billy does what he wants and Frank has never met anyone quite like Billy.
Relationships: Frank Castle/Billy Russo
Series: Genderfluid!Billy AU [1]
Series URL: https://archiveofourown.org/series/2069922
Comments: 2
Kudos: 13





	Not Like the Rest

**Author's Note:**

> Here's to hoping I did this idea justice and made it feel authentic. I know this idea is way not even close to canon but I wanted to do something that made me happy and this idea definitely did that. I did my best to make Billy's experiences and feelings feel real so I hope that is evident and that at least someone gets some enjoyment out of this story besides me. Also I faked my way through the fashion parts, I know nothing about fashion.

Frank took one last drag off his cigarette, dropping the end to snuff out with the tip of his boot before shoving his hands in his coat pockets and heading inside. He’d been doing this modeling thing for almost a year now, but he was still growing used to the whole experience. He usually smoked before he entered a shoot, just to calm any nerves and help him relax. This shoot was for an up and coming clothing line and Frank didn’t expect anything out of the ordinary, though he was interested to see the types of pieces he would be wearing. 

The warmth of the studio was a welcome contrast to the chilly air outside. Frank was directed through and soon found himself in hair and makeup. It still amazed him a bit, especially deep down, that anyone thought his face was worth photographing for any purpose. He was never considered one of the good looking boys growing up, never was the boy everyone wanted. But he’d been minding his own business, working as a bartender at a spot in the Kitchen when a modeling agent happened to stop in for a drink one night and noticed him. He’d ended up at his first shoot not too long after and he had been picking up jobs steadily ever since. 

The makeup artist chatted good-naturedly with him as she applied her products to his face. She was as rail-thin as everyone else that worked in fashion but her red hair was twisted up in a knot on top of her head and her smile was nearly blinding. Frank listened as she talked about the amazing quality of clothing he was going to get to wear and how they’d managed to snag a sought after photographer to do the shoot. Frank didn’t recognize the name when she mentioned it, but that wasn’t surprising since he was still new to this world. 

With hair and makeup done, Frank submitted to the primping and prodding as he was undressed and dressed again as the assistants argued about what looked best and which looks should go first. He was used to this all by now though and he’d long since gotten over being shy or having a sense of shame about having people touch him and see him in various states of undress. 

Frank was finally ready, dressed in a pair of jeans that fit him like a glove and a cashmere dress shirt with the sleeves rolled up at the wrists. The outfit was complete with a tasteful pair of boots. He found that he actually liked this outfit, though there was plenty he’d been made to wear that he could’ve gone without. He followed one of the assistants out into the main studio, unable to keep from noticing the wanting looks thrown his way. Though it happened often, Frank was definitely not used to being the object of someone’s desire, even after spending almost a year at this gig. 

“This is our photographer for the day,” Frank was pulled from his thoughts as the assistant stopped them behind the camera equipment. Two people sat with their heads together as they fiddled with one of the cameras. They were speaking back and forth but when the assistant appeared with Frank, the one, tall and lanky, dismissed the other and turned to face them. “Frank, this is Mr. Russo, he’s quite popular nowadays, we’re lucky to have him.” 

Frank’s breath caught in his throat. He barely caught the assistant’s words, too busy taking in the beautiful man before him. He was a good few inches taller than Frank, with dark hair shorn short on the sides but kept long on top and swept-back neatly from his forehead. He had high cheekbones and the deepest, darkest eyes Frank had ever seen. They were lined with black, only making them seem even more otherworldly. His lips were a lovely rosy shade that complimented his skin tone. He wore a black turtleneck that looked incredibly soft, paired with a deep red knee-length pencil skirt. He had on a pair of velvet pumps that looked like they’d make an experienced model twist an ankle but he seemed to move with grace in every step. 

“Please,” Mr. Russo said, holding out his hand to Frank with a smile. Frank noticed his nails were immaculate and painted a shiny black. “Call me Billy.” 

For a moment, Frank forgot how to be a person, too caught up in Billy’s beauty. But then he realized he was staring and how that might make Billy uncomfortable so he quickly did his best to recover and shake his hand. “It’s nice to meet you, Billy.” Frank’s voice came out breathless and he internally kicked himself. 

Billy seemed to take the whole thing in stride though, holding onto Frank’s hand with a firm grip though his hand felt surprisingly smooth. “I’m happy to be working together. Let’s get started, shall we?” He smiled then and Frank did his best to remind himself to breathe as he stepped away and got into place. 

Frank did his best to remain professional the whole shoot, even though his heart kept pounding every time Billy spoke to him or came out from behind the cameras to give him direction. They worked together well though, enough that Frank found it almost effortless to give Billy what he wanted. He was surprised when he was given praise in return, not something every photographer or director willingly gave out. There were a lot of assholes in the world who would rather bark orders than give a single word of praise. But Billy seemed to truly enjoy what he was doing, a small smile continually on his face as he spoke with the others around him and the camera continued to click. Frank also couldn’t help enjoying the sound of his voice, smooth and calm and so very pleasing to the ear. 

Soon though, they were finished and Frank was back in the other room, changing back into his street clothes. As he gathered up his things he was still thinking about the beautiful photographer. Did he dare ask for his number? Did he even stand a chance? Frank supposed the only way he was going to find out was to ask. 

He asked one of the assistants if Billy had anyone else to shoot so he was sure he wasn’t interrupting anything. Thankfully, he was told Billy was finished for the day but was still in the studio, seeing to the final touches on everything and packing up his equipment. 

That’s where Frank found him, carefully packing away his cameras, his back to Frank as he zipped one carrier and focused on another. 

Frank quietly cleared his throat, announcing his presence. 

Billy turned then, the smile returning to his face when he saw that it was Frank. “You did great today. We got some really good shots. I’m sure the brand will be in touch again.”

Frank ducked his head at the compliments but smiled nonetheless. “Thanks, you were lovely to work with.” Billy’s continued smile made Frank’s heart thump faster. 

“Did you need something then?” Billy asked, turning back to finish up his packing as he continued to talk to Frank. 

Frank chewed his lip, a million thoughts demanding to be blurted out. He didn’t want to make Billy uncomfortable though, so he chose his words carefully. 

“I was uh, just wondering if it would be too forward of me to ask if you’d like to uh...exchange numbers so I could take you out sometime?” Frank didn’t know if he was even Billy’s type, if Billy was even into men or single for that matter. Frank tried to not get his hopes up. 

Billy faced him once more, surprise clear on his face but it wasn’t the unpleasant type. “I didn’t think you’d be into someone who looks like me.” Billy’s hand came up to hover over his mouth, clearly not meaning to say that. He looked up to meet Frank’s gaze. “Forgive me. I still have a hard time telling straight from otherwise. You didn’t give off that vibe so I just assumed...which was wrong. I should know better.”

Frank could see Billy felt genuinely bad about this and was quick to reassure him. “It’s okay, really. I wasn’t sure you’d be interested in me, I never want to force my preconceived notions on others but…” Frank found his cheeks heating up. “You are the most beautiful person I have ever seen. I had to find out if I stood a chance.” 

Now it was Billy’s turn to blush. “Nobody’s ever said anything like that about me. Well, they’ve never meant it.” 

“Trust me, I mean it.” Frank took a step closer, ready to get lost in those dark eyes. 

Billy slipped out his phone then, unlocking it and opening up his contacts before offering it to Frank. “Don’t think I’m doing this just because you sweet-talked me either.” 

“Of course not.” Frank quickly typed in his number and saved his contact before returning the phone. He then handed over his phone so Billy could do the same. 

“I have one more shoot today and then I should be free. I can text you and maybe we can get dinner?” Billy suggested hopefully. 

“I’d love that. You tell me where and when and I’ll be there.” Frank gave a smile and when Billy’s own smile brightened, his heart began to pound again. “I’ll see you later then?”

“Definitely.” 

Frank hesitated briefly before reaching to take one of Billy’s hands and bring it to his lips, pressing a kiss against the knuckles. “I look forward to it.” 

Billy found himself blushing as he watched Frank take his leave. He decided that he liked watching Frank approach him but there was certainly beauty in watching him walk away.

* * *

Frank ended up back at his apartment, his mind still buzzing from his encounter with Billy. He didn’t know what to do with himself. The sun would soon be going down and he didn’t want to eat dinner, in case Billy texted him and they went out. So he settled for doing a few chores around his apartment, cleaning out his inbox and cleaning the few days of clothes off his floor. 

He was happy to turn his mind off as he worked, to relax a little as he sorted clothes and dumped messages into his spam box. By the time he finished, the sun had fully disappeared and the streetlamps outside had turned on, casting an orange fluorescent glow against the blinds. 

Just as Frank closed his laptop, his phone pinged on the coffee table and Frank’s heart practically jumped at the sound. He got up and went to get it, his heart starting to pound as he realized it was a message from Billy.

_Is that dinner offer still good? I just finished my shoot and I hate eating alone._

Frank couldn’t help the thrill of excitement that ran through him. He quickly typed back a response.   
  
_You would make my night. Where do you want me to meet you?_

_I can send a car for you if that’s okay? Any preferences for dinner?_

_Okay. And we can have whatever you want to do, I’m sure you have good taste._

Frank could practically see the little smile on Billy’s face at that. He was also glad Billy had responded so quickly so neither of them seemed to be the desperate one, which was always embarrassing. Soon Billy responded once more.

_An hour enough time to get ready?_

_Should be. See you soon._

Now normally Frank didn’t need much time at all to get ready but this time he was grateful for the extra minutes. He hadn’t been this concerned with his appearance in a long time. 

First, he showered, springing for the fancy body wash that he liked the scent of and making sure to scrub every inch of himself. He washed his hair just as well and quickly got out of the shower, wanting to have enough time to get dressed. He dried off after, making his way into the bedroom to pick out something to wear. Being in fashion the last year had made him a bit better at dressing himself, enough that he looked a lot more respectable than he had before he’d decided to take this job. Still, he preferred simple things, so he picked a light purple button-down and clean-cut black pants. He even set aside the nicest pair of boots he owned, as opposed to his well-worn favorites. He then spent the next few minutes making sure his hair was perfect and his beard was trimmed just right. He made sure to use the best cologne he owned, not too strong but something he hoped Billy would like. He’d never been so interested in his appearance outside of a shoot, never wanted to impress someone more. He almost felt silly, that he was willing to go to such lengths for someone he just met, but there was something different about Billy. Frank would never have done this for just anyone, only someone he truly felt was worth it. 

By the time he slipped on his shoes and his coat and made sure he had his wallet, his phone, and his keys, an hour had passed. Sure enough, a black SUV idled by the curb outside his building and the window rolled down when he approached. 

“Mr. Castle?”

“Yeah?”  
  
“Mr. Russo sent for you.”

The door to the backseat clicked open and Frank climbed inside. Soon they were swiftly speeding across the city. Frank took a few deep breaths, trying to calm the pounding of his heart. He wondered what Billy would be wearing, if he preferred traditionally feminine clothing or if he changed things up sometimes and wore other things. Frank was sure of one thing though, Billy would look stunning no matter what he wore. 

The car eventually pulled up outside what looked like a warehouse, which surprised Frank. He was expecting a busy restaurant. He asked the driver if this was the correct address and he replied that it was, that Mr. Russo had specifically asked that he be taken here. So Frank quietly got out of the car. There was a door that he hadn’t noticed at first and though he wasn’t sure about all this, he figured he could handle himself if something were to go wrong. It didn’t make sense for Billy to go this far just to harm him either, so he opened the door and stepped inside.

The smell inside was not at all what he expected. It smelled like woodsmoke and cooking meat, like someone had had a roast in the oven, perhaps even over an open fire. It made his stomach growl. It took a moment for Frank’s eyes to adjust but the room was expansive, obviously industrial with wood accents, including the floor. The kitchen dominated a good portion of the space, open-air so you could watch the chefs at work. There was a big wood-fired oven in the kitchen, a large metal smokestack climbing up the wall toward the ceiling. At least half a dozen people milled about in the kitchen. One person, a diminutive woman with jet black hair tied up in a top knot, gave terse orders to the others. They all answered, almost in unison, and moved to execute whatever she asked. Frank assumed this was the woman in charge. 

Out past the kitchen, there were several long wooden tables, all populated with conversing guests, who discussed topics and interests while dining from perfect white plates filled with decadent looking food. There were paintings on the walls above them, most of them photographs of some sort with a few art pieces mixed in. There was a staircase off to his right, leading upstairs. It was a lovely atmosphere, warm and inviting and everyone seemed to be enjoying themselves. Clearly, looks could be deceiving, if the building’s unassuming outside was any indication. 

A pretty blonde dressed in a neat black shirt and pants appeared at his side. “Mr. Castle? Mr. Russo is expecting you.”

Frank started a bit, coming back to himself. “Right, right. Should I follow you?”

“If you would, please.” She smiled and began to lead him up the stairs. 

“What is this place?” Frank asked conversationally as he followed her.

“A private supper club. Very exclusive.”  
  
Frank gave a nod, following her up the stairs and down the hall they came upon, taking note of the tasteful art pieces placed every few feet. There several closed doors on either side and Frank wondered where they led to. Finally, his guide opened one of them at the end of the hall, gesturing for him to go ahead inside. Frank raised an eyebrow but continued past her and went inside. 

“Enjoy yourself.” She chirped before closing the door behind him.

Frank didn’t hear her though, his eyes focused on someone else. 

Billy was waiting for him and once again Frank found himself out of breath. He’d never seen someone fit into a dress so well, so it looked as if the fabric was a second skin. The dress itself was black, with a plunging neckline that left his throat and collarbone bare, hugging Billy’s body as it flowed down, the slit toward the bottom giving Frank a teasing view of a strong thigh. Once again the shoes fit the outfit and looked elegant but also like one would easily twist an ankle, though Billy made the whole outfit look effortless. 

Frank suddenly felt woefully underdressed. 

Frank’s eyes fell on his face last, taking in the subtle makeup, the bit of shadow and liner. He knew most people probably would find a lot wrong with this picture but Frank couldn’t get over how truly beautiful Billy looked. 

Billy smiled then, coming up to him, heels clicking on the wood floor. It was then that Frank noticed the room itself, having been too enthralled with Billy at first to pay much attention. He took in the fireplace and the table setting nearby. The large, high windows looking out on the night sky. It was a lovely place to have dinner. 

“I hope this isn’t going too...over the top. But then again, I think I’m a little over the top.” 

“I’m honestly just happy to be spending time with you,” Frank replied earnestly. He certainly wasn’t used to anything like this but he was simply excited at the prospect of spending time getting to know Billy. 

“I feel the same about you.” Billy offered his hand and Frank took it, letting Billy lead him over to the table. It was set for two and they sat opposite each other.

Just as they sat down, a waiter appeared as if out of nowhere with a bottle of wine, pouring some for them both before quickly returning with a salad course. 

“I hope you like the menu. It’s a tasting, so we get to try some of the best the chef has to offer. I know this is a little different for a first date, but I felt like you deserve the best.” Billy sipped from his glass, every movement just as graceful as the rest of him. 

“I’m flattered that you’d go to such lengths just for me.” Even the salad, though just a salad, was plated beautifully and looked like a work of art. Frank didn’t expect it to taste very good but was pleasantly surprised. 

Billy ducked his head a bit, “It’s been a long time since I’ve felt something organic and genuine for anyone and I felt that the moment I spoke to you. I know that probably sounds silly.”

“No, not when I felt the same way. We may live in a big city, but sometimes it’s hard finding someone.” 

“Especially someone who is willing to give someone like me a chance.” Billy let out a bit of a bitter laugh. “Most people see how I present and don’t even stick around to find out the rest, they just leave. That’s why I figured you wouldn’t be interested, that you already had looked me up online and knew my whole story and decided you weren’t interested after all.”

“Actually, before the shoot, I’d never heard your name. I’m new to this whole fashion thing, only been doing it for about a year. I’m very much a novice. You won’t see me going to parties with all the beautiful people.” Frank admitted as the waiter reappeared and cleared their plates. 

“You are one of the beautiful people, Frank.” Billy pointed out with a good-natured chuckle. 

Frank’s cheeks warmed a bit at that. “Well anyway, I wanted to learn about you from you, not what someone wrote about you online. Just because someone wrote it about you doesn’t mean it tells the whole story.” 

“I appreciate that. I deserve that chance and I’m glad you saw that.” 

The second course came, an immaculately plated soup that tasted of shellfish and saffron. “I should ask then,” Frank began between spoonfuls of soup that he was careful not to slurp, “what are your pronouns? I know you seem comfortable with people addressing you as a mister, but are your pronouns strictly he/him?"

“I prefer he/they. Sometimes ‘she’ on occasion. It just…depends, if that makes sense. Sometimes I feel more one way or the other, but mostly I just let people use he/him and such because it’s what I’ve gone by since birth and it’s easier than explaining myself to people who clearly couldn't care less. I don’t like wasting my breath.”

“I understand that, but it still would be valid if you did ask people to use something else. You deserve that respect, even if you have to demand it.” 

Billy took another sip of wine. “You’re right. The fashion world, however progressive it may present itself, still has much learning to do and that’s another reason I let people use the pronouns they’ve always associated with me. I wasn’t always such a name, you know. There was a time when I scraped by like so many do. When all this right now was nothing but a distant dream, something I never thought possible. It took a lot of work to get this far, to get people to look past my identity and see that not only am I talented, my identity only adds to that talent, that it does not take away.” 

“Do you strictly stay behind the camera or have you ever done any modeling yourself?”

“I prefer to be behind the lens but I have done a bit of work in front of the camera. I don’t know if I enjoy it nearly as much but I do get offers from time to time to show pieces for brands.” 

“I think anyone with eyes would understand why,” Frank said warmly, making Bill smile. 

“You really meant that whole line earlier today about thinking I’m the most beautiful person you’ve ever seen, didn’t you?”

“I did and I’m not taking it back. You’ve only continued to prove my point the more I see you.” 

Billy hummed softly, “It’s been a long time since I’ve met someone as truly sweet as you are.”

“Well, maybe the universe thought you needed a little sweetness in your life.” Frank met Billy’s dark eyes over the table, the flames from the fireplace reflecting golden in their depths. 

“Perhaps.” Bill picked up his glass and raised it toward Frank. “To us.”

Frank raised his own glass and clinked it together with Billy’s. “To us.” He agreed before they both took a drink.

* * *

The meal might have been the best Frank had ever had. They dined on course after course, giving Frank the chance to try things he’d never had a chance to taste. Flaky fish that was cooked to perfection, beef that practically melted in your mouth, vegetables that complimented every dish, everything spiced to perfection, each plate absolutely mouthwatering and beautiful to boot. It was something he wouldn’t soon forget. 

As they ate, Frank and Bill shared bits about themselves, comfortable enough with each other to do so. Frank spoke of his childhood, of his parents, his Italian grandmother, and the relatively pleasant life he’d led as a boy despite his best efforts to cause his mother a headache. Frank found that Bill hadn’t been nearly as lucky, much of his childhood and adolescence spent in foster care. Billy didn’t reveal all the horrid details, not wanting to scare Frank away for one and feeling as though he wasn’t about to spill his guts like that on the first date. He had no obligation to do so and he chose not to, figuring if Frank stuck around, perhaps one day he would talk about it. But for now, it wasn’t anyone’s business but his own. He was happy to listen to Frank anyway, enjoying the sound of Frank’s deep, gravelly voice as he recounted childhood stories. Bill was surprised at this in all honesty, he often found it hard to connect with people, but there was something about Frank, something that kept Bill engaged, even if it was just to sink into that voice as he ate his meal. Frank was special, that much was becoming clear to Billy.

When they finished their final course, Bill found himself feeling more than a little disappointed. Not about the date, the date had been everything he could’ve asked for. No, it was because the night would soon be over and Billy found he wasn’t ready to say goodnight just yet. 

Frank tried to pay for the meal, even though Bill insisted the chef was a friend and that there was no need. Billy couldn’t help liking that, that despite having zero concepts of how much something like this cost, Frank was still a gentleman. He even helped Billy with his coat as they got up and got ready to head out. 

Cool night air welcomed the pair as they stepped outside. The SUV from earlier was still at the curb. Frank was glad Billy didn’t have to wait for a ride out in the cold. Even though he had a coat, he was still in a dress. 

Frank was about to go and open the door for Billy when the other man took his hand, stopping him. 

“Wait,” Bill insisted, eyes even darker in the dim light from the streetlamps overhead, “please?”

Frank blinked but obeyed nonetheless, “Is everything okay?”

Suddenly Frank found himself being tugged away from the car until Bill had led him into an alley tucked in beside the restaurant. It was small and the smell was less than pleasant but that wasn’t what Frank was paying attention to, not when he saw how Billy was looking at him. He immediately stopped, eyes meeting that beautiful gaze. His heart was once again pounding as Bill leaned in close, hands coming up to cup Frank’s face. 

For the longest time, they simply regarded each other, the mists of their breaths in the cold mingling between them. Frank’s heart felt like it had jumped into his throat. All he could think about was how kissable Bill’s lips looked right then, how good he smelled, like smoke and something clean but inviting. 

They both closed the distance at the same time. The first touch of their lips was almost hesitant as if testing the waters between them. Another touch and Frank felt like his insides were melting as if he’d flown too close to the sun. It was freezing out here but Frank was suddenly warm all over, his toes curling in his boots. He could tell Billy was feeling the same if the way they were kissing were any indication, turning from slow and hesitant to hurried and messy but oh so good at the same time. 

When they pulled apart, Billy’s lips went to Frank’s stubbled jaw, the feeling of Bill’s beard teasing him as he left a trail of kisses in his wake. He was panting softly as his lips hovered over Frank’s ear, little clouds of steam escaping into the night. As he began to speak, a pleasant chill raced down Frank’s spine, “Come home with me?”

Frank swallowed, knowing exactly what that meant. He couldn’t fight the excitement that began to bubble up in the pit of his stomach at the thought. He could feel the pull between them, the genuine want and desire, the real connection. There was no way he could say no and he didn’t want to. 

Frank turned his head and caught Billy’s mouth in another searing kiss. “Whatever you want, sweetheart.”

They kissed again, a promise of more, their lips lingering as if they did not wish to part. When they finally did, Billy offered his hand, which Frank was all too happy to take. 

Frank opened the car door for Billy, allowing the other man to slide in before him. Frank climbed in after, closing the door. The car smoothly pulled out into traffic and they were once again on the move. 

Frank felt a brush against his hand where he'd placed it on the seat as he watched out the window. He smiled softly to himself, offering his hand this time so Billy could take it. He looked over at the other man, who gave a hint of a smile of his own. Frank desperately wanted to kiss him again but didn’t feel it would be appropriate when the driver could turn and see them. So he settled for giving Bill’s hand a squeeze, pleased just to be in his presence. 

They reached their destination soon enough, one of the exclusive high-rise apartment buildings in the city. Bill stepped out first, pulling his coat around tighter before stepping back so Frank could get out. 

The doorman greeted them as he opened the front door for them, addressing Bill as ‘Mr. Russo’ like everyone else. He didn’t bat an eye at Billy’s appearance, which was a nice thing to see. 

The lobby was immaculate, with glowing marble floors and tasteful dark wood furniture. The man behind the front desk greeted them as he typed away on his computer and they passed by heading for the elevator bay. Bill pressed the button and soon the doors slid open, revealing a mirrored interior. They stepped inside and Bill pressed the button for one of the top floors, which was no surprise to Frank. The elevator dinged and the doors glided closed. 

As the car hummed and began to ascend, Frank tried not to fidget. That urge to touch Bill, to kiss him, was still there, especially with the bright lights overhead and the mirrored walls reflecting every beautiful inch of him. 

Billy glanced at Frank, “You okay?”

Frank felt embarrassed that he’d been called out. “I just...want to kiss you, so damn bad. Now that I’ve done it once, you’ve pulled me down the rabbit hole.” 

Bill couldn’t help the soft chuckle that escaped his lips. “Want me that bad, do you?” 

“You’re the one who invited me back here.” Frank pointed out, though there was clearly no accusation in his voice, only gentle amusement. 

“You’re right.” Billy agreed. Frank opened his mouth to respond, only to find himself crowded against the wall of the elevator, Bill looming over him, eyes noticeably hungry. He boldly reached between them, subtly grinding his palm between Frank’s legs, a pleased smile crossing his face when he realized Frank was already getting excited. “I could eat you up, I swear to God.” He breathed before kissing Frank hard, his tongue teasing the other man’s mouth. 

Frank tried not to moan, he really did, but in the end, he failed, his hands coming up to grip Billy’s coat and haul him closer. 

It took the elevator dinging twice to get them to part. They just managed to walk out before the doors closed behind them. 

Bill’s apartment was the last one on the left. He reached into his coat and produced a key, unlocking the door and allowing them inside. 

The place wasn’t as snobby as Frank had expected but it was still more than he could ever afford. It was huge, with plenty of space filled with art and furniture, all of which Frank found as tasteful as could be expected. The floors were stained wood and the walls were all cohesively colored so everything flowed nicely and Frank felt reasonably comfortable in this environment. 

Bill had slipped out of his coat and hung it up before coming up to Frank. Frank jolted out of his thoughts and followed suit, hanging up his jacket next to Bill’s. Bill took Frank by the hand then, backing toward the bedroom, heels clicking against the floor. He was still as much of a vision as he had been in the restaurant, utterly breathtaking in every way. 

Billy’s room was all dark colors, much like the rest of his home. The walls were covered with photos and paintings, not surprising considering what he did. Otherwise, the room wasn’t very heavily furnished. There was a dresser, some nightstands, a tv. The main piece of furniture was the huge bed, black comforter and all. There was also what appeared to be the doors to an undoubtedly expansive closet and another leading to a bathroom. 

Frank only had a few seconds to focus on his surroundings though as soon the door closed behind him and Billy was on the bed, Frank could think of little else. 

Frank came up to where Billy had settled on the bed, his legs crossed and looking like the most elegant person Frank had ever laid eyes on. His pose reminded Frank of the way a high-class woman would sit for a portrait. “You are so beautiful.” He purred, leaning down to give Bill another kiss. Bill nipped at his lips, hands coming up to press against Frank’s chest, fingers already beginning to undo the buttons on his shirt. 

Frank let Bill do as he pleased as they traded kisses, letting Billy undo every single button before sliding the shirt off his shoulders and letting it fall to the floor. 

Billy practically moaned at the sight, his hands caressing every inch of Frank’s bare skin. “I knew you were my type.” Bill breathed, fingertips brushing over Frank’s toned stomach. 

Frank chuckled above him. “Yeah? And what type is that?” 

“Big and beefy and built like a brick fucking house. And you, you’re all that and more. All muscle but with more heart.” Billy murmured, leaning to press a kiss just above Frank’s belly button. 

Frank found himself smiling at that, hand coming up to run through Billy’s hair before tipping his chin up and kissing him again. With every kiss, Frank could already feel himself becoming slightly addicted, wanting more and more. Bill’s lips were so damn soft, so utterly kissable, Frank couldn’t stop himself from going in for another and then another, losing himself in the feeling. 

Bill’s hands massaged against Frank through his pants. There was a pause so Frank could slip out of his boots before Bill went for his belt, fingers deftly unclasping the buckle before undoing the button and slipping his hand inside. Frank exhaled softly when Bill’s hand touched his manhood, his grasp soft and smooth against the hot flesh of Frank’s growing erection. 

Billy gave him a few firm strokes, giving a pleased hum as he felt Frank hardening in his hand. He pulled Frank’s length free then, pushing all the fabric out of the way. Bill was absolutely delighted by the sight before him. Frank was wonderfully thick, enough that Bill was already imagining how good it was going to feel when the other man was inside him. That thought alone caused him to moan even as he gave Frank’s cock another stroke, ducking his head to lap up the precum oozing from the slit. 

Frank groaned at that, watching as Billy began to suck like he was getting paid, those alluring eyes opening to gaze up at him as he bobbed his head. Frank continued to comb through Bill’s hair with his fingers, entranced by the sight of those beautiful lips wrapped around his dick. “Such a good boy.” Frank praised, moaning as Bill’s tongue massaged under the crown, already figuring out his sensitive spots. 

When Billy pulled away, his lips were swollen and spit slick, his hair mussed and Frank didn’t hesitate to kiss him, tasting himself on his tongue. “Fuck, I want you.” Frank groaned against Bill’s lips, “Want to make you moan, see how beautiful you are under that pretty dress, give you the good fucking you deserve.” 

Billy chuckled breathlessly against Frank’s mouth, nibbling on his lip. “Yeah?” His hand found Frank’s cock again, stroking him once more. “I knew you’d have a fat dick and fuck, I had to have you, had to have you in my bed. Can’t wait to have you inside me.” 

Frank sank down then, his hand pushing up Billy’s skirt to the knee, leaning to press kisses to the smooth skin, starting at the ankle. When he finished, he took off Billy’s stiletto. He gave the other leg the same treatment after, before rising up to kneel on the bed between Billy’s spread legs. 

He kissed the other man again, hands drifting to his back and the zipper on his dress. “May I?” He asked, waiting for Billy’s affirmative nod before pulling the zipper down and allowing the dress to slide down Billy’s shoulders, leaving his upper body bare. He was as smooth and perfect here as he was on the other parts of him that Frank had seen. 

Billy moved back on the bed then, lifting his hips and allowing Frank to slip the rest of the dress off of him. When Frank looked back up, his breath caught in his throat and he swore his cock must’ve twitched in interest. 

Billy was completely bare except for a pair of lacy black panties. Frank could guess that they were meant to make him look smooth and flat, but were not so much doing their job now that he was getting excited. Frank wasn’t completely naive about these sorts of things, but he definitely wanted to ask Billy more when he had a chance. 

Right now all he could focus on was how utterly beautiful and sexy Billy looked. Bill himself had a bit of an impish pulling at his lips. “Am I what you were picturing?” 

“That and so much more.” Frank breathed, crawling up to kiss Bill. 

As they kissed, Bill relished the feeling of Frank’s body against his own, the heat of his skin, the hardness pressing against his hip. It’d been too long since he had someone in his bed, since he’d been treated properly and hadn’t simply settled for someone. It was thrilling to be touched and kissed and truly wanted, to be the object of someone’s desire. And that meant being desired as his whole, authentic self, not just the picture people had built of him inside their heads.

“So damn beautiful,” Frank purred, kissing his way down Billy’s throat and collarbone, leaving several marks blooming in his wake. 

Billy moaned softly as Frank kissed down his chest, stopping to lavish attention on each nipple. Now it was Bill’s turn to run his fingers through Frank’s hair as he watched him descend further south. Frank nosed along his stomach and along the treasure trail below his belly button, the only bit of hair Frank had found on Bill’s body other than what was on his head. But as he slowly slipped the pretty pair of panties down and over those thighs, he noticed the neat patch of dark hair at the base of his cock. And Bill’s cock was just as perfect as the rest of him, not quite thick like Frank but long and already nearly standing at full attention. 

Once Bill was fully naked, Frank pressed several kisses at the base and around his hips. “Is this okay?” He asked, wanting to make sure. He wanted to give Billy the utmost respect in this and that meant consent to everything they did. 

Billy nodded without hesitation, his tongue coming out to lick his lips as Frank leaned in, kissing the head before taking the head into his mouth. Frank groaned, feeling a spike of arousal in his gut as he tasted Bill, eagerly swallowing him down. 

Bill’s head fell back against the pillows, openly moaning as he tugged on Frank’s hair. He reached his free hand up to his chest, massaging his nipples even as he tried to focus on the beautiful sight of Frank’s head in his lap. “Look so good like this, like you wouldn’t wanna be anywhere else.” 

Frank pulled back with a wet pop though he didn’t go far, holding Bill in his hand as he teased the slit with his tongue. “I don’t.” He crawled up to kiss Bill again, allowing the other man to taste himself. He knelt between Bill’s legs, hands slipping down to grip his thighs. “Can I have you?” Frank asked breathlessly against Billy’s mouth, “Want you so damn bad. Want to feel you, fuck you, make you feel good.” He ground their cocks together before angling his hips lower, teasing Bill’s entrance. 

“Yeah? Want to be inside me?” Bill’s arms looped around Frank’s broad shoulders, keeping him close. “Fuck, you don’t know how much I need that. Need your dick like I need fucking air.”

Frank groaned in earnest as his cock slid between Billy’s cheeks. “Can I eat you out first, sweetheart?” 

Billy very nearly whined at that. “Please? Haven’t had somebody treat me that nice in so long.” 

“I got you, sweetheart, I’m gonna give you what you need.” Frank purred, giving Bill another kiss before he descended down his body again, this time settling between his legs. Bill parted them further, an invitation. 

Frank teased him a little first, kissing all over his inner thighs, leaving more marks behind him as his fingers stroked Bill’s entrance. He ducked his head then, practically burying his face against Billy as he began to taste him, using his hands to spread him apart as he flicked his tongue over sensitive skin. 

Billy’s moans only grew louder now, eyes falling shut as he tried to hold still. His toes curled as Frank buried his tongue in deep. He only paused to ask for lube, soon following up with slick fingers. He was a pro at this, gauging just what Bill needed and when as though they’d slept together thousands of times. He made sure Bill was completely comfortable, had Bill’s cock leaking onto his belly in no time as he fucked his fingers in and out at a steady pace, soon finding that beautiful sweet spot that made Billy whine loudly, quickly beginning to fall apart under Frank’s touch. 

“Please…” Bill panted, one hand uselessly bunching the sheets in a fist. “Fuck me. Stick your dick in me and fuck me or I’m gonna lose it.” 

Frank chuckled at that, pressing a kiss to Bill’s thigh before slowly removing his fingers. “You’ve been such a good boy, you deserve it.” He had retrieved a condom with the lube and hurried to slip it on and slick himself up. Bill eagerly met him when Frank finally leaned over him, lining himself up. 

Billy kissed him hard as he buried himself in deep, breaking apart only so he could moan, his arms once again wrapping around Frank, nails digging into his skin as he pressed all the way in. Frank watched those beautiful black eyes warm with pleasure, as those pink lips now bitten red parted as Billy continued to make his desire known. 

“Such a good boy, such a beautiful, good boy.” Frank praised over and over, only happy to murmur sweet things into Bill’s ear as he began to move, nuzzling against his jaw. 

They moved in sync, once again as if they had done this many times before. Billy couldn’t remember the last time he’d been fucked this good and by someone he was more than passively interested in. Every breath, every touch, every thrust was intense, making Bill’s head spin with the pleasure of it all. He’d needed this and he couldn’t have picked a better or more willing partner. 

Billy’s cock leaked profusely between them and Frank knew the other man wasn’t going to last very long but Frank could say the same for himself, already so close just from feeling Billy’s body squeeze around his dick again and again, so impossibly tight. 

“Such a beautiful boy, knew I had to be with you the moment I saw you,” Frank confessed, cupping Bill’s cheek. “Never seen someone more beautiful in my entire life.”

“Says the man I would’ve noticed from across any room anywhere,” Billy responded, kissing Frank again, leaning into every thrust, wanting as much of Frank he could possibly get. 

Frank shifted his hips just so, allowing his cock to brush against Bill’s prostate. As soon as he did, Bill reacted, burying his face in the crook of Frank’s neck as he whimpered and whined, his body shuddering like a sapling trying to stay upright in a gale. “I’m so close…” He managed to warn, nails into Frank even more. 

“Cum for me, sweet boy, I got you, sweetheart.” Frank encouraged, slipping his arms beneath Bill, holding him close as he continued to hit his prostate, wanting desperately to watch Bill fall apart. 

It didn’t take long before he got his wish. Billy soon cried out, calling Frank’s name as his whole body shook. He held onto Frank as tightly as he could, head falling back, pupils blown wide, lips parted as he panted. He had spilled between them without a hand on his cock, painting both their stomachs with white. 

Frank followed soon after, driving in deep one last time before he came undone, burying his face in Billy’s exposed throat. 

He took a few deep breaths before carefully letting go of Billy so they could both rest more comfortably. Bill slowly let go of Frank in response and the other man carefully pulled himself out, discarding the used rubber and taking a second to clean them both up a little with a tissue before he promptly laid out on the bed, which was big enough that Frank could give Bill a little breathing room. 

Billy was quiet for a good few minutes, taking time to come down from his high. Frank did the same, enjoying the pleasant silence inside his head after all his thoughts had been wiped clean. His eyes had fallen closed when he felt a brush against his hand. He opened his eyes at that, turning his head to find Billy watching him. He seemed like he wanted to get closer, but was hesitant. After a moment, he moved a bit closer, murmuring, “You don’t have to stay over there you know.”

The corner of Frank’s mouth pulled up at that and he lifted his arm in invitation. Bill took it, moving over to tuck himself under Frank’s arm, pressing against his side and letting his head rest on the other man’s chest. Frank wrapped his arm around Bill, holding him close, fingers coming to card through Bill’s messy hair. Even mussed and a little sweaty, Bill’s hair was soft and Frank wondered how silky it would be freshly dried from a shower. They both lapsed into a comfortable silence after that, Billy’s contentment obvious as he traced patterns over the inviting space of Frank’s stomach. 

The silence was only broken when Frank spoke up, “Can I ask you something?”

Billy hummed in response, letting his eyes close. “Go ahead.” 

“You didn’t mind that I described you as male, did you? I just assumed at the moment, as much as I try not to, and I hope I didn’t make you uncomfortable.”

“You didn’t, it’s okay.” Billy snuggled in impossibly closer, letting out a soft sigh. 

“You’re not used to this, are you? To someone giving a shit enough to ask about you.”

“No.” Billy shook his head minutely. “The people I bring home usually aren’t the type to care much about asking questions or making sure I’m comfortable.”

“You deserve better,” Frank said, voice quiet but firm. 

“Sometimes I’m not sure that I do,” Bill responded. Frank noticed how the tone of his voice changed, a melancholy edge to it. 

Frank’s arm around Bill tightened, as if on instinct, holding him closer. “I can’t begin to imagine the shit you’ve been through, especially growing up the way you did. What made you decide to start being who you really are?”

Billy swallowed, unsure why he wasn’t putting a stop to this, why he was even allowing this conversation to go in this direction. But for some reason he couldn’t quite put a name to, he felt more willing to talk about this with Frank than with anyone else he’d been around. He at least felt like Frank’s intentions were good, that he might stand a chance of understanding. 

“One night I mixed a bottle of sleeping pills with a bottle of scotch.” Billy’s voice was barely above a whisper and clearly strained. He’d never told anyone about this, not even the few people he was somewhat close to. “The maid found me just in time. At that moment, as I sat in the hospital, unable to even use the bathroom without someone keeping an eye on me, I was pissed. I berated myself inside for not just slitting my wrists or shooting myself.”

Frank didn’t want to interrupt but he did press a kiss to Bill’s hair, showing his support.

“But then I found myself becoming pissed at everyone else, at society, at the world, for trying to force me to think I had to bend to the whims of every fuck on the street simply because they didn’t understand me and didn’t care to try.” Bill continued, “I didn’t deserve to feel like that, to feel so bad that I did that to myself. So, when I got out, I decided I wasn’t going to let other people decide my life for me, that I was gonna do what made me happy. I started wearing what I wanted, acting how I wanted, for once allowing myself to feel the parts of my identity that I’d been trying to deny for so long.”

Frank shifted, reaching to pull the blanket over them, giving himself time to process everything Billy had said. He turned on his side, facing toward Billy, allowing him to press against Frank’s chest, Frank’s arm coming to wind around Bill’s waist. Billy found himself feeling oddly at ease like this, despite the heavy weight of their conversation. 

“I spent my childhood miserable, watching my mom whore herself out for a few pills, then being tossed from one shit home to another after they took me away, constantly getting into shit and ruining everything good in my life. Didn’t change much when I got older and on my own. For a long time, I thought pushing everything down was the only way I could survive. It _was_ the only way I knew how to survive. Even when things got somewhat better, when I started caring more about my work, I was still faking shit beyond belief.” Billy admitted, pulling Frank’s attention back to the man in his arms. “I was tired of it. I knew if I didn’t do something, the next time I wouldn’t be so careless about how I chose to try and end it.” He inhaled shakily, unable to look up and meet Frank’s gaze. “And honestly? I don’t even know why I’m telling you all this. I never tell people shit, even people I tolerate.” 

“Because you must realize, somewhere inside you, that you can trust me. That I’m not the usual asshole you bring home.” Frank told him, hand circling over the small of Bill’s back, hoping the motion would offer some comfort. 

“I’m really beginning to see that.” Billy sighed, carefully wrapping one of his arms around Frank. “I know you must have questions,” He murmured, “you can ask them.”

“I can understand how hard this is to talk about, so you don’t have to keep talking about that part of it if you don’t want to. Maybe you could tell me more about how you identify? Like, what labels you prefer, how you came to decide on those, more about how you experience things. I mean, I’m just a cis bisexual guy, I can’t totally understand, but I want to try, I want to understand. You are so...amazing. I want to know everything that makes you who you are if that’s not being too forward.” 

Bill gave a shaky laugh, still unable to meet his eyes. “I think we’re way past being forward. But you can ask whatever you like.”

Frank kissed his head again, thinking a moment about what he wanted to ask. “I know you said about ‘he/they’ being your preferred pronouns, so are there any labels you prefer then and how do you relate to them?”

Billy’s fingers traced up Frank’s spine as he thought about his answer. “I feel the strongest connection to ‘he/they’, I feel one or a mixture of those the most. But I do sometimes feel like I fit into the ‘she’ category. It varies, sometimes day to day. Most days I feel strongly towards one gender but there are days when things are messier and it’s harder for me to find the lines between them if that makes any sense. I try to just allow myself to feel what I happen to feel, as opposed to how I used to shove down how I was feeling and simply act like it wasn’t happening. When people ask for a label, I usually say genderfluid. It makes the most sense and I feel like I’m comfortable with it. Not everyone would agree with using a label like that, because it’s too new or they don’t understand. But my perception of myself is constantly shifting and that label acknowledges that. Sexuality wise, I go with bisexual or pansexual. Both I find valid. Also, more labels people might find controversial.” 

“You should be able to choose whatever label makes you comfortable. Or having the freedom to not want to label yourself. Whatever makes you feel happy in your own skin, that’s all that should matter if you ask me.” 

Billy nodded, “I feel the same. Even if we don’t totally understand everyone’s experience, each experience is uniquely personal and we have to make room for that. Everyone experiences things differently, not everyone will choose the same label or any label at all. And there’s nothing wrong with that.” 

“Does the way you present yourself to the world change on what you’re feeling that day?”

“Not always. I can be feeling very neither, which is just my way of saying I’m not feeling particularly like a man or like a woman. But that doesn’t mean I’m going to dress androgynous or anything. I may or I may just dress in whatever looks and feels good that day. Just like today was a mostly male day, but I wanted something more feminine. It’s just what’s going to make me feel the happiest at the time and what’s appropriate for the setting, not so much about how my gender is manifesting at the time.” 

Frank found himself smiling against Bill’s hair. “Your closet must be huge.”

Billy let out a soft laugh. “You have no idea.” 

“No, but I know you’ve got style. Everything I’ve seen you in so far has taken my breath away. But, to be fair, you do that without any clothes too.” 

Bill’s heart sped up at that. This was crazy. All of this was, but the longer he spent time here, in Frank’s arms, the more it felt like Frank was completely different than any of the other people he’d brought home with him. He felt something between them beyond just the physical, which was usually all there was when he was with somebody. It felt like a baser instinct, a part of him just knowing he could trust Frank, sure that he could say anything in his presence without fear. He was also the first person who truly seemed to understand him, who, though his background was far different than Billy’s, had accepted him immediately and was actually interested in Billy’s feelings, in making sure he was comfortable. All this was moving quickly and it was making Bill’s head spin a bit, but he found he didn’t care. _Nobody_ ever wanted to know about him, the real him. He couldn’t help that he found Frank’s interest appealing.

“I’ve never had somebody look at me like you do.” Billy finally lifted his head to gaze up at Frank. He reached a hand up to touch the other man’s cheek, thumb brushing against his beard. “I’m used to having everyone’s eyes on me all the time, for one reason or another. But with you, it’s different. You don’t look at me like you want to jump my bones. I mean, that’s there, but that’s not all I get when I see you looking at me. It’s certainly not disbelief or anger either. You...you look at me like…” Bill struggled to find the correct words. “Like a blind person seeing the stars for the first time.” 

Frank smiled softly, despite the bit of embarrassment he felt for not being more subtle. “I’ve never met someone like you. I’ve met a few trans people and some are friends, but nobody quite like you. I knew you were one of a kind the moment I saw you. I knew I had to get to know you, even if you weren’t interested in me beyond being friends.”

“I noticed you the moment you walked in the studio. The way you carried yourself, how you spoke to people, not to mention your looks.” Billy leaned up to peck Frank’s lips. “I knew we’d work well together. Turns out that’s true in more ways than one.” 

Frank kissed him again, feeling the heat in his belly begin to reignite. Billy returned the kiss with just as much fervor, the fire between them beginning to rekindle where it had been smoldering. Frank felt that pull again, that one he’d felt since he’d first laid eyes on Billy. That pull that made him want to devour the other man, that had his arousal stirring already. He knew Billy felt it too, the chemistry between them, he doubted they would’ve talked the way they had if it wasn’t there. There was just one thing holding him back.

He parted from Bill’s mouth, panting softly. “It’s late.” He pointed out. The clock on the nightstand read well past midnight. “Maybe...maybe I should get going.” He hated to say it but felt obligated. He could tell Bill usually didn’t keep company around and he didn’t want to intrude in any way. 

Billy stilled, licking his lips. “Do you want to go?” He asked after a moment. 

Frank swallowed. “I mean...I-”

“You don’t have to go, not if you don’t want to. Do you think you have to?”

“I just thought...you made it sound like you don’t usually let your dates stick around for long and I don’t want to overstay my welcome, ya know?”

Bill could not believe how considerate this man was, it was damn near a miracle. “You’re right, I usually don’t ask people to stay. But I usually don’t enjoy myself as much as I did this time either. It’s been a long time since I’ve had somebody take care of me as you have.” Billy leaned up to murmur in Frank’s ear, “It’s been ages since I’ve had someone as good as you are in my bed. I knew you’d be good too, just by looking at you when you first introduced yourself. Even as we were working, I kept thinking about the things you could do, how good you could make me feel.” 

Billy’s hand drifted down Frank’s bare stomach, coming to rest just above his cock, fingertips brushing the patch of hair between his legs. “I know you felt it between us, how good it was, how perfect it was to have you inside me. And I know you want that again, just as much as I do.” Bill shifted back so he could kiss Frank’s mouth. “Stay. Even if you didn’t want more, I’d still want you to stay.”

Silence hung between them and for a moment, Billy believed Frank was going to say no and force them to part ways anyway. But then Frank was kissing him like he’d finally found something he thought was surely lost, hands roaming over Billy’s bare body, swallowing down Bill’s moans. “If I don’t stop, I’m never going to get enough of you.” Frank blurted out as if he were a scared choir boy in the church confessional. This whole thing that seemed to be sparking between them, ready to turn into an all encompassing inferno, terrified him. But he’d never wanted so badly to burn. 

“Then I suppose we’re both damned.” The look in Billy’s eyes was enough to make Frank’s cock twitch and force his mind into shedding whatever hesitation he had. When he kissed Billy again, he worried no more, at peace that whatever came between them because of this night together, he was prepared to be along for the ride. 

**Author's Note:**

> I'm sainktaleksander on tumblr.


End file.
